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<h1><a href="https://archiveofourown.org/works/28626534">The Rose Nebula Zoo</a> by <a class='authorlink' href='https://archiveofourown.org/users/ThrallofPentacles/pseuds/ThrallofPentacles'>ThrallofPentacles</a></h1>

<table class="full">

<tr><td><b>Category:</b></td><td>Original Work</td></tr>

<tr><td><b>Genre:</b></td><td>Anal Sex, Consentacles, Masturbation, Nipple Play, Non-Consensual Touching, Oral Sex, Other, Oviposition, Triple Penetration, Vaginal Sex, Xeno, and putting a tentacle in someone's mouth, boundaries are set before any of the sex and are respected, but neither are sexual and both happen bc they don't share a language, so communicating boundaries is hard, suction</td></tr>

<tr><td><b>Language:</b></td><td>English</td></tr>

<tr><td><b>Status:</b></td><td>Completed</td></tr>

<tr><td><b>Published:</b></td><td>2021-01-08</td></tr>

<tr><td><b>Updated:</b></td><td>2021-01-08</td></tr>

<tr><td><b>Packaged:</b></td><td>2021-05-13 10:53:28</td></tr>

<tr><td><b>Rating:</b></td><td>Explicit</td></tr>

<tr><td><b>Warnings:</b></td><td>No Archive Warnings Apply</td></tr>

<tr><td><b>Chapters:</b></td><td>3</td></tr>

<tr><td><b>Words:</b></td><td>8,126</td></tr>

<tr><td><b>Publisher:</b></td><td>archiveofourown.org</td></tr>

<tr><td><b>Story URL:</b></td><td>https://archiveofourown.org/works/28626534</td></tr>

<tr><td><b>Author URL:</b></td><td>https://archiveofourown.org/users/ThrallofPentacles/pseuds/ThrallofPentacles</td></tr>

<tr><td><b>Summary:</b></td><td><div class="userstuff">
              <p>After barely a decade at the Rose Nebula Zoo, Valena is handed the most prestigious job the zoo has to offer—and the one most dreaded by her colleagues. Her sole responsibility? Taking care of the zoo's most temperamental guest... and the only one with a body count. Valena is just curious enough to ask the right questions, and just fearless enough to try to answer them. She soon discovers that the tentacled beast others warned her about isn't all that she seems. The only question is, what is she going to do about it?</p>
            </div></td></tr>

<tr><td><b>Relationships:</b></td><td>Original Female Character/Original Alien Character</td></tr>

<tr><td><b>Comments:</b></td><td>17</td></tr>

<tr><td><b>Kudos:</b></td><td>162</td></tr>

</table>

<a name="section0001"><h2>1. Chapter 1</h2></a>
<div class="story"><div class="userstuff module">
    
    <p>When Valena was six years old, her big brother dropped a spider down her shirt. Instead of screaming, she lifted the little creature out and let it crawl between her palms for nearly fifteen minutes, watching the pattern of its legs in fascination until she memorized them. That was about when her parents started describing her as... odd. The truth was, she wasn't that odd at all. Just curious—and very difficult to scare. Both traits that served her well as part of the third wave of humans to leave the Milky Way.</p><p> </p><p>She settled on Rose, a curious planet that had spent aeons wandering alone in empty space, before it was eventually recaptured by a pair of young stars in the nebula that it was named for. It was famous across human civilization for its rich ecosystem, one that might even be descended from a handful of bacteria that had managed to survive that long night. In person, it was both tamer and wilder than she'd hoped. There was a single city that was hardly distinguishable from the ones she'd seen on Earth—and beyond its massive wall, an endless jungle from which no human had returned in over a century.</p><p> </p><p>When given the choice between that and a job at the Rose Nebula Zoo, even Valena chose the zoo. (And if she planned to use what she learned there to try her hand at an expedition sometime in the future, well, that was for her to know.) Once there, she quickly earned a reputation for being unflappable. Twenty-legged insectoids that sucked blood? She casually picked them off her legs as she waded through their enclosure. Strange amorphous blobs covered with fang-filled mouths? She petted them while she refilled their food bowls. Worms that secreted a potent acid? She double-checked her gloves and then went to work, gently picking them up and checking them over to make sure they weren't biting each other.</p><p> </p><p>After barely a decade there, she was handed the most prestigious job the zoo had to offer—and the one that was most dreaded by her colleagues. It was a promotion that doubled her pay, but the zoo's manager still made her repeat herself several times when she accepted it. Her sole responsibility? Taking care of the zoo's most temperamental guest... and the only one with a body count.</p><p> </p><p>Most of the animals at the Rose Nebula Zoo had names written on their information card, given to them by their keepers. The card that greeted Valena on her first day in her new position read, simply, <em> Cephaloid. Female. Captured in City Outskirts. </em></p><p> </p><p>"Hello, Ceph," she said as she approached the glass. Squinting through it, there didn't appear to be anything inside.</p><p> </p><p>A gruff voice came from behind her, sudden in the way of someone who was trying to startle her. "Don't fret."</p><p> </p><p>Valena turned. There was an older man behind her, probably at least sixty, scruffy and unkempt and missing his left hand. "I'm not fretting yet," she assured him. "Though I might start if she is actually loose in the zoo."</p><p> </p><p>"Nah." He waved his stump dismissively. "Happens all the time. It's hiding in there somewhere. Don't be fooled, though. Just 'cause it can fit in small spaces doesn't mean it's little."</p><p> </p><p>"You must be the last keeper, then."</p><p> </p><p>"Retired now, thanks to you. Didn't think I'd get to leave for ten more years at least. It can be a right little bastard—" he shot a glare at the glass, "—but I didn't want it getting put down."</p><p> </p><p>She smiled. He might not have made a great first impression, but she sensed something of a kindred spirit in this cantankerous old keeper. "In that case, I'm ready to learn." She held out her hand. "I'm Valena, by the way."</p><p> </p><p>"Brock." He shook, then gave her a narrow-eyed look. "I've heard about you. One of those fearless types."</p><p> </p><p>"Not fearless," she assured him. "I'm careful, I just don't lose my head easily."</p><p> </p><p>"Good, 'cause that thing's nothing to take lightly." He raised his stump. "Grabbed my wrist, once. Haven't gone in the tank since, and you shouldn't either. There's a chute to drop the food in, I'll show you in a moment, and a lockup to keep it in while you're cleaning the enclosure. Check <em> twice </em>whenever you go in that it's definitely in the lockup. And if you do get stuck in there with it, don't run and don't start kicking and screaming. Soon as you do that? You're prey, and it'll only squeeze you tighter. Got it?"</p><p> </p><p>Valena nodded. He grunted and started showing her around, pointing out the lockup and demonstrating how to seal it shut with a lever. "If it won't go in," he added, "just skip the cleaning, try again another day." He had her demonstrate opening and closing the inner door several times, then showed her the top of the cage and a collection of long poles that could be used to safely interact with the creature. He explained how to use them, but didn't demonstrate. Apparently Ceph got testy if disturbed this early in the morning.</p><p> </p><p>"Now," he said, once he was satisfied. "Good luck, and don't die. If I get pulled out of retirement 'cause you got yourself torn limb from limb, I'll be pissed."</p><p> </p><p>She laughed and promised that she'd do her best.</p><p> </p><p>Feeding turned out to be easy. It was exactly the same thing she did with all the other animals, except that she had to take care to keep several inches of bulletproof glass between her and her charge. The real hard part? This was a zoo. So, ideally, people wanted to <em> see </em>the animals.</p><p> </p><p>Ceph did not particularly like that. It took nearly three days for Valena to get even a glimpse of her—just a quick flash of something moving in the undergrowth. If she was going to keep this exhibit thriving as the top billed attraction of the zoo, she needed to encourage Ceph to move around. Which would also be good practice for the first cleaning a little less than a month from now.</p><p> </p><p>Valena got up on top of the enclosure. It was glass, too—with a few round holes barely the size of a quarter, covered by large steel grates. She lifted one and stuck a pole inside.</p><p> </p><p>"Hello?" she called out. "Want to come say hi?"</p><p> </p><p>Nothing.</p><p> </p><p>She started poking around in the undergrowth. It was densest towards the back, so that's where she concentrated her search—and a second later, she was proved right. Valena felt something yank on the pole, and swore as it slipped right through her fingers and into the tank. Looking down, she caught only a glimpse the end of the pole vanishing into the bushes.</p><p> </p><p>"Shit," she sighed. Suddenly she understood why Brock kept twenty of the things.</p><p> </p><p>The second pole she slotted through another opening, a few feet to the left of the last one, and a bit closer to where she thought the creature was. She poked around until she saw movement. This time, she got a much better look at the tentacle that emerged from the shadows. It was a deep greenish-black, spotted with small round suckers that fastened onto the bottom of the pole as it tugged. Not so hard, this time—less like Ceph was trying to steal it, and more like she was testing her.</p><p> </p><p>"Hey there," Valena said. She gave the pole a light tug of her own. "I guess this is how Brock kept you active? It's not as bad as I—"</p><p> </p><p>Her right leg swept out from underneath her, and Valena fell flat on her face with a yelp. As she hit the glass, she realized with a bolt of adrenaline that there was something cool and slick wrapped around her ankle. Before she could react, Ceph let go and slipped her tentacle back into the enclosure.</p><p> </p><p>Valena let out a small sigh, and closed both openings with shaking hands. "Note to self," she muttered. "Open the vents <em> one at a time." </em> Eighteen poles remained. She decided she'd try practicing a bit more tomorrow.</p><p> </p><p>Over time, it did get easier. Remembering that Ceph was a predator helped—Valena could get her to ambush the end of the pole by wiggling it around, and would get into playful tug of wars with her while tourists oohed and ahhed. Once the pole was caught, sometimes Ceph would eventually lose interest... and sometimes she would decide to take it. There was nothing Valena could do about that except let go. She tried to keep hold of it by force once, and nearly lost all the skin off her palms.</p><p> </p><p>The end of the month arrived. Valena prepared for the ordeal by pacing back and forth across the roof of the enclosure for several long minutes. Then, she tried dropping some food into the lockup and just seeing if Ceph would go for it. The cephaloid stuck a tentacle inside, grabbed the food, and pulled it into the shadows.</p><p> </p><p>Valena really should have seen that coming. She tried gently pushing Ceph towards the lockup with a pole, with no success. "Come on," she groaned, "Don't you want your cage cleaned?"</p><p> </p><p>The answer, apparently, was no. Valena kept poking her, until Ceph yanked the stainless steel pole out of her hands and snapped it neatly in two.</p><p> </p><p>"Okay," Valena said, nodding to herself. "Time to get a bit more creative."</p><p> </p><p>She got her hands on several hundred feet of wire, attached it to a piece of food, and placed it in the lockup. Then she fed the wire through one of many airholes—which, unlike the vents up top, were too small for Ceph to reach through—and closed the door.</p><p> </p><p>This time, when Ceph tried to grab the food, Valena yanked it out of reach. It took several tries, and feeding the creature quite a lot more than she normally would, but she eventually managed to goad her into chasing her prey all the way to the back of the lockup and then hit the lever. The door dropped down with a metallic clang.</p><p> </p><p>Flushed with success, Valena hurried around the enclosure to the back entrance, so that she could finally clean out the cage and reclaim all the stolen poles. She followed Brock's advice and glanced over her shoulder to double-check that the lockup door was indeed closed, and Ceph was inside—but she did not look closely enough to notice that several poles were wedged under the door.</p><p> </p><p>Cleaning was familiar from Valena's days with less dangerous creatures. She got lost in the routine of it for a while, scooping up waste and picking up fallen branches, working her way steadily towards the back where the lockup was. She couldn't see the door at first. It was obstructed by greenery, and she got very close before she had any idea that something was wrong. Her first warning was no warning at all—she felt a familiar cool touch at her ankle, and then she was hanging in the air.</p><p> </p><p>Valena screamed and kicked out. In response, more tentacles pressed through the crack under the door, the one she could finally see now that she was suspended right in front of it. They wrapped around her arms, her legs, her waist, and suckers on their undersides fastened them tight to her skin.</p><p> </p><p>Her instinct was to struggle. It was nearly impossible to tamp it down—but Valena had been warned. She went still.</p><p> </p><p>One of the tentacles poked her stomach. She tensed, then forced herself to relax. Ceph kept poking and prodding her, sliding a tendril across her cheek. "That's enough," Valena said. "Put me do—mph!"</p><p> </p><p>The tip of the tentacle pushed into her mouth. Not far—just enough to touch her tongue. The taste of it was <em> horribly </em>bitter, so bad that she gagged and retched. And then, without any further warning, Ceph dropped her.</p><p> </p><p>She managed to fall on her hands rather than her head, and landed sprawled on her side with a sharp pain in her wrists and elbows. Hundreds of small round bruises traced dotted lines that spiraled across her body, marks from the suckers that had held her. Groaning, Valena rolled over and felt her heart slam against her ribs. Less than five feet away, a glassy black eye was staring at her from the other side of the lockup door.</p><p> </p><p>Ceph poked her again and, not knowing what else to do, Valena reached out and poked back. The creature froze. Then, very slowly, it extended a tentacle towards her. Acting on sheer, insane habit, she shook it.</p><p> </p><p>"It's nice to meet you properly," she said, because she was in this deep—she might as well commit.</p><p> </p><p>Every tendril shot back into the lockup, as though Ceph had been struck by a cattle prod. It was the perfect opportunity for Valena to get out—but she hesitated. She could see the poles piled up in the door, now, propping it open just wide enough for a tentacle to squeeze through.</p><p> </p><p>"Was that an accident?" she wondered aloud. "Or are you smarter than we've been giving you credit for?"</p><p> </p><p>After a moment, a tentacle poked out of the lockup. Once again she met Ceph halfway, grabbing the tip of the tendril. The creature gave her arm a gentle tug. Valena tugged back.</p><p> </p><p>More tentacles emerged. This time, they felt more curious than predatory as they roamed over her body. One grazed her side, right where she was most ticklish, and she jumped. After that, Ceph avoided that spot. She started grabbing tentacles that got a bit too handsy, deliberately moving them away from her chest or thighs or stopping them from creeping under her shirt, and placing them on her forearms instead.</p><p> </p><p>It took less than a minute for Ceph to get the message, and restrict most of her exploration to Valena's arms. This wasn't training—there was no punishment or reward. It was communication. She'd told the creature where she didn't want to be touched, and Ceph had <em> understood. </em></p><p> </p><p>"Oh, shit," she whispered.</p><p> </p><p>Suddenly Ceph's infamy in the zoo made perfect sense—of <em> course </em> an intelligent creature would start acting out when confined to such a small space. Valena would have gone mad with boredom by now, trapped in this enclosure. She had to bring this to the manager. And before that, she needed proof. <em> Solid </em>proof.</p><p> </p><p>"Let's try something." She left the enclosure, then climbed up on the roof with two bits of meat. Valena wasn't sure what animal either was from, but one was a sort of reddish color and smelled absolutely rank, and the other was a faint blueish-purple and reminded her of beef. She opened one of the vents and wiggled a pole into the enclosure, to signal for Ceph to give her a tentacle.</p><p> </p><p>She groped around atop the cage until she found one of the gobs of meat, and promptly tried to tug it towards her body. Unfortunately for her, it was too big to fit through the vent. Her tentacle wrapped around Valena's ankle and gave it a rough tug.</p><p> </p><p>"No," Valena said. She took both bits of meat away, and waited several minutes before coming back.</p><p> </p><p>The second time, Ceph made no attempt to knock her over. She waited, watching through the floor with her cloudy eye as Valena presented her with the bluish meat, and tossed the other one out of sight. "Do you want this one?" she asked aloud. As she spoke, she held the tip of the tentacle and gave it a single squeeze. Then she did the opposite, presenting the foul-smelling meat and tossing the blue one, and gave Ceph two squeezes. Then she let her wrap her tentacle around her wrist, and waited.</p><p> </p><p>Ceph squeezed her twice.</p><p> </p><p>"Oh my god!" Valena burst out. Then she winced, cursing herself for startling the cephaloid... but Ceph didn't even react.</p><p> </p><p>It occurred to her that talking to Ceph might have been even more pointless than she'd thought. As she dropped the meat of choice into the chute, Valena tried talking a bit more, then shouting, then outright banging on the top of the glass. No reaction. Ceph, it seemed, was stone deaf. No <em> wonder </em>the original colonists hadn't had much luck communicating—if her species didn't have ears, there would be no way for them to learn a vocal human language.</p><p> </p><p>At that point, Valena was hungry enough to consider stealing some of Ceph's food, so she forced herself to leave the cage and go home. She came back the next day with a notebook, and cordoned off the exhibit the moment she got there so that she could continue where she'd left off.</p><p> </p><p>The manager, Igan, showed up less than an hour in.</p><p> </p><p>"Val, why did you close—what the <em> fuck </em>are you doing?!"</p><p> </p><p>Valena waved to him from where she was sitting cross-legged on the roof of the tank. Ceph's tentacle was wrapped around her arm from wrist to shoulder. She'd picked up on one-squeeze-no and two-squeeze-yes almost immediately, once Valena had started giving her choices about her tank. Now, it was time to demonstrate. "Oh, good! Come up here, you need to see this."</p><p> </p><p>"Do you know how many people have <em> died </em>messing around with that thing? Get away from there!"</p><p> </p><p>"It's alright," Valena assured him. "I found something out yesterday. I think—no, I thought and now I'm <em> sure </em>she's intelligent."</p><p> </p><p>"Intelligent." Igan pinched the bridge of his nose. "Val, we tried talking to them a hundred years ago. We even gave them puzzles to solve, and they just brute-forced them."</p><p> </p><p>"Igan, if I were strong enough to rip a metal pole in half, I probably wouldn't have much patience for puzzle boxes either. She's <em> talking. </em> I'm almost certain she doesn't have ears, which is why we haven't noticed until now, but if I can get her to understand a question, she answers! One squeeze is no, and two is—!"<br/>
<br/>
</p><p>"Stop." Igan raised a hand. "Just—it's obviously feeling docile right now, which is honestly an accomplishment in and of itself, so I'm not going to reassign you. But I <em> am </em>going to insist that you take some leave. At least a week. Get centered, have some fun, get a life outside of work. Then come back."</p><p> </p><p>She glared at him. "I can <em> show </em>you, Igan. Here, look, just—there's two toys in the lockup. Take one, leave the other in there. Don't tell me which."</p><p> </p><p>He looked like he'd much rather drag her bodily away from the tentacle around her arm, but eventually he did go. When he came back, she tapped Ceph's tentacle gently.</p><p> </p><p>It coiled up, so that the very tip resembled a fist. "The ball." Ceph's least favorite toy. She much preferred the ring.</p><p> </p><p>"There's a fifty-fifty—"</p><p> </p><p>"Go again, then."</p><p> </p><p>He did. This time the tentacle made a loop. "The ring."</p><p> </p><p>They kept going. Ring, ring, ball, ring, ball, ball, ball... each time, he opened the lockup door and Ceph checked what was in there, and told Valena.</p><p> </p><p>"That's a neat trick," he allowed. "I'm impressed. Seriously. But it's just that, Val. A trick. If you don't mind risking your arm on a daily basis, that's up to you. I'll get you a waver to sign."</p><p> </p><p>Her eyes narrowed. "Igan, I think this is an intelligent being. A <em> person </em>that we have locked up to be ogled by visitors. The least we owe her is to look into it, to make sure!"</p><p> </p><p>"We did," Igan said. "A century ago. The answer was no. I'm going back to my office—and open this up, Valena. If you want to try training it, I'd be ecstatic, but you have to do it after hours."</p><p><br/>
Well. She tried. To paraphrase a deeply apathetic man— <em> If you don't mind risking your reputation when I bring this to the media, that's up to you.</em></p><p> </p><p>
  <span>Valena had never had much of a life outside work, and she only got worse in the months that followed her discovery. The other keepers started to joke that they should put a cot on top of Ceph's cage, and save her a pointless commute. She was tempted.</span>
</p><p> </p><p>
  <span>To her disappointment, inventing a human-cephaloid mode of sign language did not happen immediately after she realized Ceph was intelligent. Despite her dexterity with her tentacles, the cephaloid had a hard time conveying anything more complex than basic nouns. Ball. Pole. Blue meat. Smelly meat. Verbs were completely beyond her.</span>
</p><p> </p><p>
  <span>It was nearly a year before Valena finally realized why. She'd just spent several hours working with Ceph, making up signs for some new objects she'd brought in for the purpose. But when she held up a mop, the cephaloid made a curved shape with one of her tentacles that Valena recognized. There was a flash of embarrassment as she realized she'd just forgotten one of the signs </span>
  <em>
    <span>she'd </span>
  </em>
  <span>made up—and then she broke into a wide grin. "Suck it, Igan," she muttered. "She's smarter than I am."</span>
</p><p> </p><p>
  <span>She was about to put the stuff away and go home when she felt a tendril on her arm. There was a light tug—Ceph's way of asking for her attention. She ran her hand down the tentacle, then gave it an affectionate pat. This was usually what the cephaloid wanted, but this time she tugged again. "What is it?" Valena wondered.</span>
</p><p> </p><p>
  <span>Ceph raised a tentacle, so that the tip hovered a few inches in front of her face. She moved it closer, very slowly, giving Valena plenty of time to push it away. Then it pressed against her mouth. Waiting.</span>
</p><p> </p><p>
  <span>She winced, remembering the </span>
  <em>
    <span>last </span>
  </em>
  <span>time Ceph had poked a tentacle into her mouth... but it had ultimately been pretty harmless. She hadn't felt the slightest bit sick afterward. So she opened her mouth, bracing herself for an awful bitterness that never came. This time, it tasted sweet. Not quite sickly sweet, there was a slight tang of sourness to it, but... nice. Pleasant, even.</span>
</p><p> </p><p>
  <span>Valena's eyes widened. Early on, Ceph had made a point of finding Valena's mouth. Back when she was still hostile and angry? Bitter. Now that they'd built up a rapport? Sweet. Her tentacles could definitely taste, she could easily tell the difference between the two types of meats just by poking them, and if she could change the flavor of her own tentacles as well... they might communicate with each other not with gestures, but with </span>
  <em>
    <span>taste.</span>
  </em>
</p><p> </p><p>
  <span>Another cephaloid could probably make out much more distinct differences. Depending on how sensitive they were, they might be able to communicate complex ideas with just a touch, ideas that a human would have no way to understand. Just like Ceph had no hope of figuring out what Valena was saying when she couldn't hear a word of it.</span>
</p><p> </p><p>
  <span>Valena finally, </span>
  <em>
    <span>finally </span>
  </em>
  <span>had a theory—but she needed another cephaloid to test it. Capturing Ceph had been a living nightmare, from what she'd heard. No one would be willing to do it again, and she didn't want to subject another thinking being to that anyway. That left her with only one option. She had to bring Ceph to another cephaloid.</span>
</p><p> </p><p>
  <span>She was definitely going to get fired for this.</span>
</p>
  </div></div>
<a name="section0002"><h2>2. Chapter 2</h2></a>
<div class="story"><div class="userstuff module">
    
    <p>
  <span>The last janitor left the Rose Nebula Zoo three minutes past midnight. Valena watched her go through a bathroom window—she'd hidden there, standing on the seat so that no one looking in would notice her, waiting for the building to be empty.</span>
</p><p> </p><p>
  <span>It was eerie, creeping through the silent, darkened halls of the zoo. She was hyperaware of the keys at her belt that jangled with each step. Of the cameras that marked her every movement. They would know it was her, of course—she'd already accepted that. Either she would come back with proof that the cephaloids were intelligent, and they'd be forced to apologize and hand her a Nobel prize... or she wouldn't come back at all.</span>
</p><p> </p><p>
  <span>Ceph's cage was dark and silent. Valena approached the lockup and fiddled with the door. She had to break it a little, since it wasn't designed to allow both both to open at once, but she soon managed it.</span>
</p><p> </p><p>
  <span>A single tentacle slithered out of the undergrowth. It moved slowly, cautiously, as if Ceph couldn't quite believe that she was free. Then it wound around Valena's ankle. She reached down to pet the tendril, trying to reassure Ceph that it was alright. More tentacles followed the first. Then, at last, her core slipped through the door and into open air.</span>
</p><p> </p><p>
  <span>For the first time, Valena watched the cephaloid rise to her full height. Her throat bobbed as she watched the core of her body rise up into the air, until Ceph was towering over her. It was easy to think of her as a small creature, when you were only seeing a few tentacles at a time—in reality, she had dozens of them branching out from her center. All whip-thin, yet strong enough to bend steel. And there, as she finally slipped free of captivity, as her dependency on Valena ended... she gently curled two of them around the human's arms and offered her a third to taste.</span>
</p><p> </p><p>
  <span>There was no way to know for sure what that pure sweetness meant—but Valena chose to interpret it as, </span>
  <em>
    <span>Thank you.</span>
  </em>
</p><p> </p><p>
  <span>She couldn't explain much of their escape plan to the cephaloid. They had no sign for quiet, because a creature without ears had no frame of reference to understand the concept. Luckily, Ceph was an ambush predator who rarely ever made noise. She crept along beside Valena as they turned down the main hall and reached a back door. Valena opened it, and left her keys in the lock. She wouldn't need them where she was going.</span>
</p><p> </p><p>
  <span>They were almost at the city wall before anyone sounded the alarm. A siren started up, miles behind them and drawing closer. Valena broke into a run, and Ceph kept up easily. Her tentacles were undulating rapidly, a sure sign she was anxious or upset. She could probably move much faster on her own.</span>
</p><p> </p><p>
  <span>"Go on," Valena said, waving at her, knowing even as she did it that it was no use. "They won't hurt me!" Not quite true, she would definitely be arrested, but she was fairly sure they wouldn't shoot her dead on the spot and could not say the same about Ceph.</span>
</p><p> </p><p>
  <span>The wall loomed before them, and the first gunshots rang out. Ceph jerked. There was a spurt of oily black fluid, and one of her tentacles fell to the ground, severed.</span>
</p><p> </p><p>
  <span>"No!" Valena screamed. "Don't—!"</span>
</p><p> </p><p>
  <span>And Ceph, even when she was frightened and in pain and moving much slower than she could without the human, would not do the obvious thing and leave her behind. Instead, two of her tentacles wrapped around Valena's middle and lifted her into the air. Wind blasted past her as she found herself accelerating much faster than her legs could have carried her, faster than she'd ever moved on a bicycle. It felt a lot like being tied to the roof of a moving car, with her hair whipping in her face and the world blurring past her while her heart pounded in her throat.</span>
</p><p> </p><p>
  <span>The gunshots stopped. Valena nearly laughed when it hit her—they had no idea she'd instigated this entire thing. For all they knew, she was a random human Ceph had picked up off the street. She started to struggle. The cephaloid's hold on her tightened instinctively, and she drew her closer to her core. It would be impossible now for them to get a good shot without risking hitting the wrong person. There was something oddly invigorating about taking herself hostage.</span>
</p><p> </p><p>
  <span>Then they hit the wall, and Valena's heart sank. There were so many police closing in on them, and now they'd trapped themselves in a corner. She didn't even know where the nearest gate was, or how she'd get it—</span>
</p><p> </p><p>
  <span>Ceph kept running. Her tentacles latched onto the concrete wall, splaying out and holding themselves in place with their suckers. There were so many that she hardly even slowed when her sprint turned vertical. Valena cried out in excitement, then screamed again when she heard another gunshot. </span>
  <em>
    <span>Faster, </span>
  </em>
  <span>she thought, tapping Ceph's tentacles frantically in an attempt to communicate the danger. The cephaloid sped up.</span>
</p><p> </p><p>
  <span>They crested the top of the wall, and Valena's heart jumped into her throat. Ceph seemed to consider gravity more of a convenient way to build up momentum than a possible threat, turning their descent into a long, lurching fall before landing softly on the ground beyond the city.</span>
</p><p> </p><p>
  <span>More gunshots. Someone must have decided that being stolen away by a cephaloid was more dangerous than being shot at. But they were getting far away, now, and Ceph blended almost perfectly with the natural vegetation. None of them hit. Before long, the noise of the city had all but faded away, leaving only the sounds of insectoids singing in the thick jungle.</span>
</p><p> </p><p>
  <span>Ceph stopped running and gently placed Valena back down on her feet. She tapped her shoulder, squirming her tentacle apologetically. Acting entirely on impulse, the human reached for the cephaloid's core and, when she received the two-squeeze approval, hugged her. Tentacles wrapped around her back, pressing her tightly against Ceph's body, and she was startled to realize just how </span>
  <em>
    <span>nice </span>
  </em>
  <span>it felt. Apparently having dozens of limbs made you an excellent hugger.</span>
</p><p> </p><p>
  <span>"Oh!" She pulled away, then knelt in front of the severed tentacle. Cradling it gingerly in her hands, she looked up at Ceph. "I'm so sorry—"</span>
</p><p> </p><p>
  <span>The cephaloid brought another tendril towards her. This one was different from all the others—instead of being a single straight line from her body to its tip, it forked in the middle. Ceph lined it up with the broken one, so that the fork and the stump were laid right on top of one another.</span>
</p><p> </p><p>
  <span>"Two more grow back?" Valena guessed. She was once again impressed. No wonder the settlers hadn't gone farther than the valley they landed in. And, knowing humans, that was a very good thing.</span>
</p><p> </p><p>
  <span>Valena was reassured—but Ceph was still undulating anxiously, her tentacles hovering a few inches from the human as she fought the urge to touch. And of course she wanted to touch. She couldn't see well enough to know that Valena hadn't been clipped by any bullets. In fact, given that cephaloids navigated mostly by touch and taste, she probably barely knew what Valena looked like. Would she even be able to tell her apart from another human?</span>
  <span></span><br/>
<br/>
</p><p>
  <span>That settled it.</span>
</p><p> </p><p>
  <span>"Now that I've finally gotten a proper look at you," she said, "I think it's about time I let you take a look at me." She reached out, took one of the hovering tentacles, and gave it a double squeeze. Then she placed it on her stomach. The cephaloid began to explore, tentatively at first. She mapped out Valena's shape, brushing gently over her clothes, occasionally poking at things like buttons or her belt buckle.</span>
</p><p> </p><p>
  <span>As time passed, she got bolder. A tentacle slid under Valena's shirt, and this time... this time she let it go. It was nothing like letting a human do the same thing, after all, and she wanted to reassure Ceph. So she closed her eyes and let the tendrils wander over her stomach, let them wind their way through the cuffs of her pants and tickle at her knees. It felt odd—she thought she'd gotten used to the slippery feeling of the tentacles, but it was different when they were touching so much of her bare skin. She squirmed a little where she stood, shivering as a tentacle slipped into her mouth. It tasted sweet, with a hint of something rich and musky.</span>
</p><p> </p><p>
  <span>This time, though, Ceph didn't draw it away. It stayed in Valena's mouth, pressing against her tongue, sliding against it until her stomach flipped. The sensation was so much like kissing—and so different, so </span>
  <em>
    <span>bizarre—</span>
  </em>
  <span>that she was completely distracted. She didn't notice that one of the tentacles had crept upward to slip between her breasts, until one of the suckers grazed her nipple.</span>
</p><p> </p><p>
  <span>Valena jumped. And Ceph reacted to that movement the way she did to all sharp, quick motions. She tightened her hold. The sucker fixed to Valena's nipple, and a bolt of throbbing heat shot between her legs. Wetness trailed down her inner thigh, and one of the tentacles felt it and started to reach up—</span>
</p><p> </p><p>
  <span>She cried out, grabbing one of the tentacles and squeezing as tightly as she could, </span>
  <em>
    <span>Stop.</span>
  </em>
</p><p> </p><p>
  <span>Ceph withdrew. All her frantic movements had calmed. She was relaxed, curious, unruffled. She had no idea what it meant, that Valena was standing there with her hand clutched against her chest, flushed and breathing hard.</span>
</p><p> </p><p>
  <span>Just like Valena had no idea what that musky taste had been.</span>
</p>
  </div></div>
<a name="section0003"><h2>3. Chapter 3</h2></a>
<div class="story"><div class="userstuff module">
    
    <p>
  <span>Two months later, Valena had a problem.</span>
</p>
<p> </p>
<p>
  <span>It wasn't food. She recognized enough of the local fruits and vegetables to sustain herself, and Ceph was eager to share the spoils of her hunts.</span>
</p>
<p> </p>
<p>
  <span>It wasn't predators either, though they would have been a problem if she were alone. Her time in the zoo meant Valena knew enough that she wasn't entirely helpless, but humans weren't well suited to lone survival in any environment. She had no natural weapons or armor, and none of the advanced technology that had turned her species into a real powerhouse. With Ceph around, she made excellent bait. Large six-legged reptaloids would charge out of deeper woods to eat her, only to find themselves strung up by dozens of tentacles.</span>
</p>
<p> </p>
<p>
  <span>On the whole, Valena could easily see how survival would be impossible for one person, or even a band of human settlers, with cephaloids as predators rather than companions. But for her, it was easy. Her problem had nothing to do with that, and everything to do with having far too much time to devote to studying Ceph in her natural habitat—and the strange places those studies kept straying.</span>
</p>
<p> </p>
<p>
  <span>She would be in the midst of cataloguing in her notebook the way the cephaloid moved, swaying with the wind when she wanted to move stealthily, behaving more like a vine than an animal, creeping closer so slowly that it was almost imperceptible. And then she'd realize she'd been sitting there with her pen hovering in the air for a full minute, just staring at the tips of her tentacles. Noticing how they shone emerald green in the right light. Remembering how it had felt when they slipped under her shirt...</span>
</p>
<p> </p>
<p>
  <span>Maybe she could have buried those feelings, if it weren't for the simple fact that Ceph would not and could not stay at a distance. There was no way for them to communicate without touching, and no way for them to travel through the planet's many thick bogs without the cephaloid picking her up. Worst of all, now that Valena had started to pick up on what it meant, Ceph vastly preferred to communicate by taste than by touch. Wrapped up so tightly she could hardly move, with a tentacle thrusting into her mouth... even knowing it wasn't sexual to Ceph, she couldn't help thinking of it that way.</span>
</p>
<p> </p>
<p>
  <span>Valena would have loved to blame her isolation from other humans, but the truth was she hadn't had a serious relationship in years, and she'd never gotten this out of sorts about it until now. The ache between her legs was almost constant. There was nothing she could do to relieve it, either—it would be the height of insanity to wander away from Ceph for a little private time, when she might get herself eaten or worse in the process. Eventually, though, she couldn't take it any longer. Something had to give.</span>
</p>
<p> </p>
<p>
  <span>She lay, as she usually did, in a small nest she'd made in the fork of a tree. Ceph was off the ground, too, splayed out across several trees with her more vulnerable core hanging close to Valena. Asleep, or as close to it as cephaloids got—Valena had learned the hard way that her reflexes were nearly as sharp while she was resting as they were when she was awake.</span>
</p>
<p> </p>
<p>
  <span>Still. There wouldn't be a better time. She took a deep breath, loosened her belt, and eased her hand under the waistband of her pants. Her fingers brushed over her slit, and she bit her lip to stifle a moan. Ceph wouldn't hear it—but something else might.</span>
</p>
<p> </p>
<p>
  <span>At first, she tried to imagine someone else's hands were sliding between her legs and palming her breasts through her shirt. She tried to picture a face. But then her index finger curled up inside her, and all she could think about were those tendrils. Her face flushed, but she was too far gone to stop. Rubbing her clit with her thumb, she gasped and felt her climax start to build. It was impossible to keep still. Her toes curled, and her legs started to jerk. She was twitching and shaking—just like prey.</span>
</p>
<p> </p>
<p>
  <span>A tendril wrapped around her ankle.</span>
</p>
<p> </p>
<p>
  <span>Valena yelped and snatched her hand away from her sex. Ceph grabbed that, too, suckers fastening themselves up and down her forearm. She was careful now to only touch the human in places she knew she was allowed, but she couldn't help restraining her in times like these—it was deep-rooted instinct, as basic as a human flinching when touching a hot stove. Valena knew that, and yet... she struggled, not to get free but to feel that overwhelming strength, to be pinned and helpless in the cephaloid's grip.</span>
</p>
<p> </p>
<p>
  <span>"Fuck," she breathed.</span>
</p>
<p> </p>
<p>
  <span>More tentacles started to explore her. They were careful, as they always were—none so much as brushed against her breasts or thighs—but her hands were normally fair game. By the time she realized what was happening, Ceph had already begun to poke at her slick-soaked fingers. Her tentacle recoiled.</span>
</p>
<p> </p>
<p>
  <span>"I'm sorry!" Valena, so frantic now that she could hardly think, tried to reach down and refasten her belt. All that accomplished was getting her other arm caught, too. She had no idea how she was supposed to explain this—did cephaloids even reproduce sexually? Ceph had an egg sac that hung underneath her core, so they probably did, but did they masturbate? How was she supposed to communicate something like that?</span>
</p>
<p> </p>
<p>
  <span>Ceph gripped her wrist and gently pushed her hand towards her face. It was the one she'd just been pleasuring herself with, the one still dripping in her own slick. Valena had no idea what she wanted—until she pressed it gently against her lips. The same way she might ask her to open her mouth for a tentacle.</span>
</p>
<p> </p>
<p>
  <span>Dumbfounded, she could think of nothing else to do but comply. Her fingers slid over her tongue, filling her mouth with the coppery taste of her own arousal. She shuddered, her clit throbbing, even though it wasn't like that. This wasn't what Ceph meant. It was just Valena's filthy human mind.</span>
</p>
<p> </p>
<p>
  <span>Ceph pulled her fingers out of her mouth. One of her tentacles brushed across Valena's lips, and she opened them gladly, eager for some hint as to what the cephaloid thought of all this. She hoped for sweetness and dreaded the bitter taste of anger—instead, something new bloomed across her tongue. Something rich and dark and musky. That same undertone she'd been tasting more and more the past few weeks. The tendril drew away, twitching almost hesitantly.</span>
</p>
<p> </p>
<p>
  <span>Valena's eyes flicked from her fingers to Ceph's tentacle, then back. This was a familiar pattern, a way they communicated when they were dealing with new concepts. Mirroring. Connecting sensations each could understand. It meant, </span>
  <em>
    <span>this taste is the same. </span>
  </em>
  <span>Valena's slick. That new taste. Arousal.</span>
</p>
<p> </p>
<p>
  <span>Tentacles hovered over her breasts. Waiting for her permission. Valena's back arched into them, and she felt them make contact, and then... and then Ceph was exploring her body again. And this time, there was no telling herself the cephaloid didn't know exactly what she was doing. She must have remembered the reaction she'd gotten last time—she felt around until she brushed over the human's nipples, and then wrapped a tentacle all the way around her chest, lining up the suckers </span>
  <em>
    <span>just so.</span>
  </em>
</p>
<p> </p>
<p>
  <span>Valena moaned. As soon as her mouth dropped open, a tentacle pressed inside. That heady taste filled her senses. She started to suck, whimpering as viscous fluid filled her mouth.</span>
</p>
<p> </p>
<p>
  <span>The tentacle Ceph had wrapped around her chest started to pulse—sucking hard and fast and then easing off, the pattern always changing, always taking Valena completely off guard. She couldn't be still—didn't </span>
  <em>
    <span>want </span>
  </em>
  <span>to be still. She thrashed against the tendrils that bound her, and they wound tighter and tighter, sucking and squeezing until slick ran down her thighs.</span>
</p>
<p> </p>
<p>
  <span>There was a burst of that musky flavor. Ceph liked it when she struggled—liked to make her squirm. A tentacle wrapped around her palm and rested there, easy for her to reach to send her own signals. </span>
  <em>
    <span>Yes, </span>
  </em>
  <span>she squeezed. </span>
  <em>
    <span>More.</span>
  </em>
</p>
<p> </p>
<p>
  <span>Ceph tugged at her clothes. She was careful not to rip them, and fiddled with buttons and zippers until she could slip them off and toss them away. Soon Valena was naked in her grip, moaning into the tentacle that gagged her, aching for more of her touch.</span>
</p>
<p> </p>
<p>
  <span>A tentacle found the trail of slick on her legs. It crept higher, sucking at the sensitive insides of her thighs as it went, until it brushed against her slit. She bucked. Sensing that this was a tender spot, Ceph began to tease it mercilessly. A tentacle brushed against Valena's clit by pure chance. She shuddered with pleasure, and the cephaloid found that same spot again and again, rubbing and tugging until she was barely hanging on. Her legs were forced wide, exposing her sex, so that a tentacle could lie all along its length, a sucker coming down over her clit. Then Ceph </span>
  <em>
    <span>squeezed, </span>
  </em>
  <span>and Valena let out a muffled scream as a wave of heat rolled through her body with enough force to knock every single thought from her mind. For a heartbeat she was left utterly, blissfully blank.</span>
</p>
<p> </p>
<p>
  <span>In that moment, as she lay sweat-soaked and dazed, Ceph lifted Valena into the air. Soon her arms and legs were spread wide, her body splayed open and helpless. The tentacle that had flattened over her cunt curled inward. It breached her effortlessly, her sopping pussy offering no resistance as Ceph began to explore every deepest inch of her.</span>
</p>
<p> </p>
<p>
  <span>There was too much of the cephaloid's arousal for her to swallow it all. It ran down her chin, tracing her breasts as it dribbled across her chest and stomach. More tentacles rubbed all over her skin, weeping the same fluid, covering her. Then something changed. The clear fluid turned dark and dense, and Ceph trailed a long stripe over Valena's stomach. It wasn't fluid at all anymore but a sticky glob of tiny balls no larger than peas.</span>
</p>
<p> </p>
<p>
  <span>Valena's eyes shot open wide. She recognized them almost at once—and even if she hadn't, Ceph's core was close enough that she could see the heaving of the egg sac that bulged beneath it. The cephaloid was trying to breed her.</span>
</p>
<p> </p>
<p>
  <span>"I—I can't," she stammered. But that wasn't quite right. She didn't know, </span>
  <em>
    <span>couldn't </span>
  </em>
  <span>know what exactly Ceph planned to do with her, whether or not she could actually carry a cephaloid's spawn. If not, this would simply be an act meant to mark her. To claim her.</span>
</p>
<p> </p>
<p>
  <span>Her pussy fluttered around Ceph's tentacle. Valena struggled to spread her legs wider, her stomach heaving, beads of sweat trailing down her abdomen and tracing the streak of egg-stuff painted across her body. If this couldn't work, if it were only symbolic, then she wanted it. And if it could, somehow, some way...</span>
</p>
<p> </p>
<p>
  <span>"Take me," she whispered, giving the tentacle in her palm a double squeeze. And Ceph stopped holding back.</span>
</p>
<p> </p>
<p>
  <span>She filled Valena's mouth, sliding over her tongue and then down, deep into her throat, so that she coughed and spluttered with it. Eggs poured into her. She swallowed convulsively, over and over, groaning at the heady taste of them.</span>
</p>
<p> </p>
<p>
  <span>Other tentacles roved over her body. They slipped into every nook and crevice, searching, until one slid just a bit further between her legs, between her cheeks and </span>
  <em>
    <span>up—</span>
  </em>
  <span>Valena cried out in pain at the sudden intrusion. Ceph retreated for an instant, just long enough to take stock before the tentacle returned. This time it didn't try to force its way inside. It rubbed back and forth over her asshole, trailing more of the slick fluid of the cephaloid's arousal, easing the way until it could pop inside her. This time, Valena's body yielded with a soft, punched-out groan. Once inside it snaked deeper and deeper, squirting lubricant all the while, until she felt it meet another tight ring of muscle. Soon that too gave way, and she felt the slick hot pressure of the cephaloid's eggs gushing into her.</span>
</p>
<p> </p>
<p>
  <span>The tendril in her pussy bottomed out and started to squirm, until Valena couldn't help but do the same. There was a brief flare of pain, a cramp in her lower belly and something else, something sharp and intense from somewhere in her core. She felt the tentacle sliding in, further than should be possible, and then the familiar rush of being filled.</span>
</p>
<p> </p>
<p>
  <span>Valena's eyes fluttered shut as eggs gushed into her from three directions, until her stomach started to bulge with the sheer volume of them. Her struggles turned into weak, spasmodic jerks, and the coils around her waist started to loosen. Just enough to give her a little slack, only for Ceph to clamp down again, white-hot pressure shooting across her chest and searing at her nipples. She felt like a mouse trapped between the paws of a cat. Like prey, fighting desperately to free herself from a predator's grip, only to be teased and toyed with.</span>
</p>
<p> </p>
<p>
  <span>All of a sudden, Ceph's tentacles uncoiled from her wrists and ankles. Valena was left suspended in the air, purely by the strength of the three tendrils buried inside her. She kicked her legs, waved her arms, driven by the instinct of the hunted as she felt those tentacles twist and bulge and then </span>
  <em>
    <span>burst. </span>
  </em>
  <span>Hot, sticky liquid rushed down her throat, up her asshole, into her womb. There was too much for her body to hold. It leaked from her in rivulets and plummeted to the forest floor far below. So much of it filled her, some of it even dripped from her eyes and nose. It reached every corner of her insides, marked her so deeply and so thoroughly that she felt some remnant of Ceph would be with her for the rest of her life.</span>
</p>
<p> </p>
<p>
  <span>And then, almost as an afterthought, or perhaps as if she wanted to watch the human dance on her strings, Ceph brought her tentacles to Valena's nipples and clit. She had just long enough to feel the suckers fastening down on all the most sensitive parts of herself the cephaloid had found, to arch her back in anticipation before Ceph used them all at once. Valena's body jerked and twitched with the very last of her strength, a final struggle the cephaloid had forced out of her. Then she went limp against her bonds, the prey submitting at last to its fate, as her orgasm shattered her.</span>
</p>
<p> </p>
<p>
  <span>More tentacles coiled around her. Softer now, gently supporting her as Ceph pulled out and her release poured out of Valena. They kept winding around one another until she was suspended as if in a hammock, surrounded by those glistening dark coils, her eyelids drooping. One tentacle found her palm and tapped twice. </span>
  <em>
    <span>Yes? </span>
  </em>
  <span>it asked, or maybe, </span>
  <em>
    <span>Good?</span>
  </em>
</p>
<p>
  <br/>
  <em>
    <span>Good,</span>
  </em>
  <span> she squeezed back. Her eyes closed. She lay there, suspended nearly fifty feet above the ground as relaxed as if she were lying on her own sofa. That was the thing about Valena. She had no idea what would happen now, if the eggs would or even could take... but she'd made her choice, and she did not regret it. She reacted to her uncertainty the same way she'd reacted to that spider all those years ago, and to Ceph when she'd known her only as the dark shadow that flitted around the undergrowth of her cage—not with terror, but with curiosity.</span>
</p>
  </div><div class="fff_chapter_notes fff_foot_notes"><b>Author's Note:</b><blockquote class="userstuff"><p>so lately i've been kicking around the idea of trying out commissions, and i'm curious. would anyone be interested in commissioning something if i did decide to go through with it? i'm not really sure yet how the logistics and stuff would work, but i thought i'd ask to see if that's something people would actually want first</p></blockquote></div></div>
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